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Fastly, Inc. Director's Dealing 2020

Feb 27, 2020

32048_dirs_2020-02-26_66482262-76e8-4a4f-a7a0-b77f133e5141.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Fastly, Inc. (FSLY)
CIK: 0001517413
Period of Report: 2020-02-24

Reporting Person: Luongo Paul (General Counsel)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2020-02-24 Class A Common Stock C 19000 Acquired 143959 Direct
2020-02-24 Class A Common Stock S 11299 $20.65 Disposed 132660 Direct
2020-02-24 Class A Common Stock S 7701 $21.64 Disposed 124959 Direct
2020-02-25 Class A Common Stock C 19000 Acquired 143959 Direct
2020-02-25 Class A Common Stock S 16531 $19.81 Disposed 127428 Direct
2020-02-25 Class A Common Stock S 2469 $20.49 Disposed 124959 Direct
2020-02-26 Class A Common Stock C 19000 Acquired 143959 Direct
2020-02-26 Class A Common Stock S 17410 $20.46 Disposed 126549 Direct
2020-02-26 Class A Common Stock S 1590 $20.79 Disposed 124959 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2020-02-24 Employee Stock Option (Right to Buy) $1.15 M 19000 Disposed 2025-03-02 Class B Common Stock (19000.0) Direct
2020-02-24 Class B Common Stock $1.15 M 19000 Acquired Class A Common Stock (19000.0) Direct
2020-02-24 Class B Common Stock $ C 19000 Disposed Class A Common Stock (19000.0) Direct
2020-02-25 Employee Stock Option (Right to Buy) $1.15 M 19000 Disposed 2025-03-02 Class B Common Stock (19000.0) Direct
2020-02-25 Class B Common Stock $1.15 M 19000 Acquired Class A Common Stock (19000.0) Direct
2020-02-25 Class B Common Stock $ C 19000 Disposed Class A Common Stock (19000.0) Direct
2020-02-26 Employee Stock Option (Right to Buy) $1.15 M 19000 Disposed 2025-03-02 Class B Common Stock (19000.0) Direct
2020-02-26 Class B Common Stock $1.15 M 19000 Acquired Class A Common Stock (19000.0) Direct
2020-02-26 Class B Common Stock $ C 19000 Disposed Class A Common Stock (19000.0) Direct

Footnotes

F1: Each share of Class B Common Stock converted automatically into Class A Common Stock upon the election of the Reporting Person.

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.23 to $21.09. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) through (8) to this Form 4.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.23 to $22.04, inclusive.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.37 to $20.36, inclusive

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.43 to $20.90, inclusive.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.76 to $20.75, inclusive.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.76 to $20.88, inclusive.

F9: Fully vested.

F10: Each share of Class B Common Stock will convert automatically into Class A Common Stock upon (a) the death of the Reporting Person, or (b) any transfer except certain "Permitted Transfers" described in the Issuer's amended and restated certificate of incorporation. Following the closing of the initial public offering, all outstanding shares of Class B Common Stock will convert into shares of Class A Common Stock upon the earliest of (i) the first trading day falling nine months after the date on which the shares of Class B Common Stock represent less than 10% of the aggregate number of outstanding shares of Class A Common Stock and Class B Common Stock, (ii) the date specified by the vote of the holders of Class B Common Stock representing at least a majority of the outstanding shares of Class B Common Stock, or (iii) the first trading day falling ten years after the Effective Time as defined in the Issuer's amended and restated certificate of incorporation.